The Philippines will host Asia’s largest floating solar project after Thai renewable energy company Gunkul Engineering acquired a 40% stake in Philippine-based Blue Solar Holdings for 7.5 billion Thai baht (USD223 million). The deal, advised by Manila law firm Ocampo & Suralvo, will develop the project on Laguna Lake.
Deal structure and key players
Gunkul will complete the acquisition through its wholly owned subsidiary, Gunkul International (Mauritius). The transaction was disclosed in a filing with the Stock Exchange of Thailand.
Ocampo & Suralvo’s team was led by managing partner Jude Ocampo, with support from energy practice head Cristina Suralvo and newly joined partner Lyra Flores-Bisnar. Christine Antonio led negotiations on the financing aspects of the transaction, while Ocampo and Suralvo oversaw legal and technical due diligence on the target company and its 10 project subsidiaries.
“We served as Philippine counsel to Gunkul Engineering, a publicly listed Thai renewable energy company, advising on all aspects of its investment in this portfolio of solar energy projects in the Philippines. The head of our energy practice, Cristina Suralvo, and I led the legal and technical due diligence review of the target holding company and its project subsidiaries,” Ocampo told Asia Business Law Journal. “I then took the lead on negotiating the definitive transaction agreements governing Gunkul’s acquisition of a significant stake in the target holding company and the development services agreement covering the post-closing development of the project portfolio.”
Negotiating competing priorities
The biggest challenge was aligning the parties’ respective requirements on key deal terms. Both Gunkul and vendor SunAsia Energy had specific requirements, requiring legal teams to devise workable structures and solutions.
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Ocampo & Suralvo worked with Siguion Reyna, Montecillo & Ongsiako Law Offices, which represented SunAsia. Ocampo said one of the key challenges was handling the competing commercial priorities of the parties. “The transaction was notable for its scale and complexity, involving the acquisition of a holding company and 10 project special purpose vehicles. One of the principal challenges was handling the competing commercial priorities of our client, Gunkul, and the vendor, SunAsia Energy. Both parties had very specific requirements on key deal terms, and we worked closely with the Siguion Reyna, Montecillo & Ongsiako Law Offices team, who acted for SunAsia, to devise workable structures and solutions that ultimately satisfied the commercial objectives of all parties,” he said.
The first phase of the project will deliver 784MW under a 20-year power purchase agreement, with the commercial operation scheduled to commence in the fourth quarter of 2027.
The floating solar farm will test how quickly large renewable projects can overcome bureaucratic and financial obstacles. Similar ventures in Southeast Asia have faced delays due to land disputes or grid connection issues, but the Laguna Lake site—already used for aquaculture and water management—may present fewer logistical challenges than land-based alternatives.
The company has positioned the project as a key part of its expansion into Southeast Asia’s solar market. In a LinkedIn post, Gunkul called it a milestone for its regional ambitions but did not specify how the remaining 60% of Blue Solar Holdings will be structured or whether additional investors might join later.
For now, attention remains on closing the deal and advancing to the development phase. The legal teams have completed due diligence, but finalizing the transaction agreements will require another round of negotiations focusing on post-closing obligations, including the development services agreement governing the project’s rollout.
